INVESTOR RELATIONS: Corporate GovernanceThe Austrian Code of Corporate Governance (OeCGK) was published in October 2002 and supplemented several times since then. BENE AG undertakes to comply with the Austrian Code of Corporate Governance, as amended in January 2009. The OeCGK 2009 primarily addresses Austrian stock listed companies. The basis of the Code are provisions of the Austrian corporation law, securities law and capital market law, EU Directives regarding the responsibilities of supervisory board members and the compensation for the management board, as well as the principles of OECD Guidelines for Corporate Governance. The OeCGK supports Austrian companies with a framework of voluntary and self-regulatory provisions governing management functions and supervisory tasks. The goal of the Code is to assure the responsible management and supervision of companies and groups of companies, with the ultimate target to create sustainable and long-term values. It has been created to increase transparency for shareholders and becomes effective on the voluntary commitment of companies. In addition to the mandatory L-rules (legal requirements), BENE AG also complies with the C-rules (comply or explain) of the OeCGK, with the exception of the following: C-rule 18: The internal audit is performed by the BENE AG´s auditor. Due to the size of the company and based on economic criteria, it is not considered necessary to install a separate staff unit in management or to contract the function out to a competent institution. C-Rule 30 / 31 / 51: BENE AG believes that the publishing of the remuneration of single Executive Board members and single Supervisory Board members does not provide the shareholders and other stakeholders with any additional information relevant to the capital market. It would, therefore, not provide them with additional knowledge gain under economic aspects.  Guidelines for Independence
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